Admiralty Order 2307-12 - Revision history

JNeitz: add links

2023-07-18T20:40:44Z

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	'''Admiralty Order 2307-12''' was issued July 2nd, 2023 by the {{fla}}. This order specifies the ~~By-laws~~ of {{trmn}}		'''Admiralty Order 2307-12''' was issued July 2nd, 2023 by the {{fla}}. This order specifies the [[Bylaws]] of {{trmn}}
	==Order Text==		==Order Text==
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	The following Bylaws are retroactively effective as of 01 July 2023.		The following [[Bylaws]] are retroactively effective as of 01 July 2023.

	===BYLAWS OF THE ROYAL MANTICORAN NAVY: THE OFFICIAL HONOR HARRINGTON FAN ASSOCIATION, INCORPORATED===		===BYLAWS OF THE ROYAL MANTICORAN NAVY: THE OFFICIAL HONOR HARRINGTON FAN ASSOCIATION, INCORPORATED===

CVanWyhe: Making corrections to match what was published in the forums and normal format

2023-07-18T20:19:21Z

Making corrections to match what was published in the forums and normal format

← Older revision		Revision as of 20:19, 18 July 2023
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	Admiralty Order 2307-12 was issued ~~02 Jul~~ 2023 by the {{fla}}. This order specifies the By-laws of {{trmn}}		'''Admiralty Order 2307-12''' was issued July 2nd, 2023 by the {{fla}}. This order specifies the By-laws of {{trmn}}
	==Order Text==		==Order Text==
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	3. Election and Term of Directorship: The directors shall be elected or re-elected at each annual meeting. Each director shall serve for a term of one (1) year, set to expire at the end of the next scheduled annual meeting. Directors shall have no limit to the number of terms.		3. Election and Term of Directorship: The directors shall be elected or re-elected at each annual meeting. Each director shall serve for a term of one (1) year, set to expire at the end of the next scheduled annual meeting. Directors shall have no limit to the number of terms.
	a. Nomination: Prospective directors shall be nominated by the President for consideration by the current Directors in approval. Any nominee with a simple majority of approval votes from the Board may be seated as a Director of the organization.		*a. Nomination: Prospective directors shall be nominated by the President for consideration by the current Directors in approval. Any nominee with a simple majority of approval votes from the Board may be seated as a Director of the organization.

	4. Quorum: A simple majority of directors shall constitute a quorum.		4. Quorum: A simple majority of directors shall constitute a quorum.
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	10. Removal or Vacancies: A director shall be subject to removal, with or without cause, at a special meeting called for that express purpose. Any vacancy that occurs on the Board of Directors, whether by death, resignation, removal, or any other cause, may be filled by the remaining directors. Approval of any motion to remove a Director must carry with a super-majority of seventy-five (75%) of the directors.<br>		10. Removal or Vacancies: A director shall be subject to removal, with or without cause, at a special meeting called for that express purpose. Any vacancy that occurs on the Board of Directors, whether by death, resignation, removal, or any other cause, may be filled by the remaining directors. Approval of any motion to remove a Director must carry with a super-majority of seventy-five (75%) of the directors.<br>
	a. Interim Appointments: The prospective director shall be subject to the nomination and approval set forth in Article III, Section 3(a). Any directors approved to fill that vacancy shall serve the remainder of the fiscal year in the interim period until the next annual meeting can be convened.		*a. Interim Appointments: The prospective director shall be subject to the nomination and approval set forth in Article III, Section 3(a). Any directors approved to fill that vacancy shall serve the remainder of the fiscal year in the interim period until the next annual meeting can be convened.

	11. Committees: To the extent permitted by law, the Board of Directors may appoint from the organization’s members a committee or committees, temporary or permanent, and designate the duties, powers, and authorities of such committees. The following are the permanent committees required by these bylaws:		11. Committees: To the extent permitted by law, the Board of Directors may appoint from the organization’s members a committee or committees, temporary or permanent, and designate the duties, powers, and authorities of such committees. The following are the permanent committees required by these bylaws:
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	* e. Treasurer: The Treasurer shall be responsible for conducting the financial affairs of this organization as directed and authorized by the Board of Directors. Within their position in the Executive Committee, they shall act as Chief Financial Officer of the Corporation. The Treasurer shall make regular reports on corporate finances as required by law or requested by the Board of Directors. The Treasurer shall be responsible for presenting, in conjunction with the Executive Committee, an annual budget for consideration and approval of the Board of Directors at each annual meeting. The Treasurer may designate subordinates within their office to assist in executing these duties. The Treasurer of the Board, due to its special nature, may be seated as a non-voting director, if determined by the Board of Directors.		* e. Treasurer: The Treasurer shall be responsible for conducting the financial affairs of this organization as directed and authorized by the Board of Directors. Within their position in the Executive Committee, they shall act as Chief Financial Officer of the Corporation. The Treasurer shall make regular reports on corporate finances as required by law or requested by the Board of Directors. The Treasurer shall be responsible for presenting, in conjunction with the Executive Committee, an annual budget for consideration and approval of the Board of Directors at each annual meeting. The Treasurer may designate subordinates within their office to assist in executing these duties. The Treasurer of the Board, due to its special nature, may be seated as a non-voting director, if determined by the Board of Directors.

	* f. Chief Legal Officer:~~<ref>AKA [[Lord Chancellor]], as established by [[Admiralty Order 2307-10]]</ref>~~ The Chief Legal Officer shall act as the Lead Counsel for the organization, and therefore must be an attorney licensed within any State of Territory of the United States. The Chief Legal Officer is directly responsible for the Counsel’s Office, whose full duties shall be defined and designated in a supplemental governing document determined by the Board of Directors. The Chief Legal Officer, due to its specialized nature, may be seated as a non-voting director, if determined by the Board of Directors.		* f. Chief Legal Officer: The Chief Legal Officer shall act as the Lead Counsel for the organization, and therefore must be an attorney licensed within any State of Territory of the United States. The Chief Legal Officer is directly responsible for the Counsel’s Office, whose full duties shall be defined and designated in a supplemental governing document determined by the Board of Directors. The Chief Legal Officer, due to its specialized nature, may be seated as a non-voting director, if determined by the Board of Directors.

	* g. Any Additional Officers: The Board of Directors may seek to establish additional offices of the Board as deemed necessary to the governance of this organization. Permanent additions to the officers require amendment of these bylaws to establish those offices and duties, set forth in Article VIII. Temporary officers may be appointed by the President of the Board in a special meeting, with confirmation as set forth in Article IV, Section 3(b); all temporary officers’ term expire after the next annual meeting.		* g. Any Additional Officers: The Board of Directors may seek to establish additional offices of the Board as deemed necessary to the governance of this organization. Permanent additions to the officers require amendment of these bylaws to establish those offices and duties, set forth in Article VIII. Temporary officers may be appointed by the President of the Board in a special meeting, with confirmation as set forth in Article IV, Section 3(b); all temporary officers’ term expire after the next annual meeting.
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	{{Order_Sig		{{Order_Sig
	\| sig_1 = Martin Lessem, [[KSK]], [[GCR]], [[GCE]], [[SC]], [[~~DSO~~]], [[~~CGM~~]]		\| sig_1 = Martin Lessem, [[KSK]], [[GCR]], [[GCE]], [[OM]], [[SC]], [[OGL]], [[DSO]]
	\| sig_2 = Admiral of the Fleet, RMN		\| sig_2 = Admiral of the Fleet, RMN
	\| sig_3 = [[First Lord of the Admiralty]]		\| sig_3 = [[First Lord of the Admiralty]]
	\| sig_4 = Grand Duke, Lynx; Duke, New Scania		\| sig_4 = Grand Duke, Lynx, Duke, New Scania
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JNeitz: add ref

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	9. Non-Voting Directors: The organization shall make allowances for directors seated for the purposes of advising the Board of Directors, without voting power. These non-voting directors are entitled to attend the annual meeting as well as all regular meetings, however, must be specifically invited to any special meetings specifically where their expertise is required. The number of non-voting directors shall be determined by the Board of Directors at each annual meeting, unless urgency demands a special meeting during a given term.		9. Non-Voting Directors: The organization shall make allowances for directors seated for the purposes of advising the Board of Directors, without voting power. These non-voting directors are entitled to attend the annual meeting as well as all regular meetings, however, must be specifically invited to any special meetings specifically where their expertise is required. The number of non-voting directors shall be determined by the Board of Directors at each annual meeting, unless urgency demands a special meeting during a given term.

	10. Removal or Vacancies: A director shall be subject to removal, with or without cause, at a special meeting called for that express purpose. Any vacancy that occurs on the Board of Directors, whether by death, resignation, removal, or any other cause, may be filled by the remaining directors. Approval of any motion to remove a Director must carry with a super-majority of seventy-five (75%) of the directors.		10. Removal or Vacancies: A director shall be subject to removal, with or without cause, at a special meeting called for that express purpose. Any vacancy that occurs on the Board of Directors, whether by death, resignation, removal, or any other cause, may be filled by the remaining directors. Approval of any motion to remove a Director must carry with a super-majority of seventy-five (75%) of the directors.<br>
	a. Interim Appointments: The prospective director shall be subject to the nomination and approval set forth in Article III, Section 3(a). Any directors approved to fill that vacancy shall serve the remainder of the fiscal year in the interim period until the next annual meeting can be convened.		a. Interim Appointments: The prospective director shall be subject to the nomination and approval set forth in Article III, Section 3(a). Any directors approved to fill that vacancy shall serve the remainder of the fiscal year in the interim period until the next annual meeting can be convened.

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	* e. Treasurer: The Treasurer shall be responsible for conducting the financial affairs of this organization as directed and authorized by the Board of Directors. Within their position in the Executive Committee, they shall act as Chief Financial Officer of the Corporation. The Treasurer shall make regular reports on corporate finances as required by law or requested by the Board of Directors. The Treasurer shall be responsible for presenting, in conjunction with the Executive Committee, an annual budget for consideration and approval of the Board of Directors at each annual meeting. The Treasurer may designate subordinates within their office to assist in executing these duties. The Treasurer of the Board, due to its special nature, may be seated as a non-voting director, if determined by the Board of Directors.		* e. Treasurer: The Treasurer shall be responsible for conducting the financial affairs of this organization as directed and authorized by the Board of Directors. Within their position in the Executive Committee, they shall act as Chief Financial Officer of the Corporation. The Treasurer shall make regular reports on corporate finances as required by law or requested by the Board of Directors. The Treasurer shall be responsible for presenting, in conjunction with the Executive Committee, an annual budget for consideration and approval of the Board of Directors at each annual meeting. The Treasurer may designate subordinates within their office to assist in executing these duties. The Treasurer of the Board, due to its special nature, may be seated as a non-voting director, if determined by the Board of Directors.

	* f. Chief Legal Officer: The Chief Legal Officer shall act as the Lead Counsel for the organization, and therefore must be an attorney licensed within any State of Territory of the United States. The Chief Legal Officer is directly responsible for the Counsel’s Office, whose full duties shall be defined and designated in a supplemental governing document determined by the Board of Directors. The Chief Legal Officer, due to its specialized nature, may be seated as a non-voting director, if determined by the Board of Directors.		* f. Chief Legal Officer:<ref>AKA [[Lord Chancellor]], as established by [[Admiralty Order 2307-10]]</ref> The Chief Legal Officer shall act as the Lead Counsel for the organization, and therefore must be an attorney licensed within any State of Territory of the United States. The Chief Legal Officer is directly responsible for the Counsel’s Office, whose full duties shall be defined and designated in a supplemental governing document determined by the Board of Directors. The Chief Legal Officer, due to its specialized nature, may be seated as a non-voting director, if determined by the Board of Directors.

	* g. Any Additional Officers: The Board of Directors may seek to establish additional offices of the Board as deemed necessary to the governance of this organization. Permanent additions to the officers require amendment of these bylaws to establish those offices and duties, set forth in Article VIII. Temporary officers may be appointed by the President of the Board in a special meeting, with confirmation as set forth in Article IV, Section 3(b); all temporary officers’ term expire after the next annual meeting.		* g. Any Additional Officers: The Board of Directors may seek to establish additional offices of the Board as deemed necessary to the governance of this organization. Permanent additions to the officers require amendment of these bylaws to establish those offices and duties, set forth in Article VIII. Temporary officers may be appointed by the President of the Board in a special meeting, with confirmation as set forth in Article IV, Section 3(b); all temporary officers’ term expire after the next annual meeting.

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2023-07-11T20:19:33Z

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	11. Committees: To the extent permitted by law, the Board of Directors may appoint from the organization’s members a committee or committees, temporary or permanent, and designate the duties, powers, and authorities of such committees. The following are the permanent committees required by these bylaws:		11. Committees: To the extent permitted by law, the Board of Directors may appoint from the organization’s members a committee or committees, temporary or permanent, and designate the duties, powers, and authorities of such committees. The following are the permanent committees required by these bylaws:
	a. Executive Committee: Chaired by the Executive Vice-President of the Board, and shall consist of the Secretary, Treasurer, and all Corporate Executives appointed by the Committee Chairperson under Article V. This committee shall be charged with the daily operations of the organization.		* a. Executive Committee: Chaired by the Executive Vice-President of the Board, and shall consist of the Secretary, Treasurer, and all Corporate Executives appointed by the Committee Chairperson under Article V. This committee shall be charged with the daily operations of the organization.
	b. Licensing & Legal Committee: Chaired by the President of the Board, and shall consist of the Executive Vice-President, the Secretary, and the Chief Legal Officer. This committee shall be charged with the handling of all licensing and legal issues referred by the Board of Directors.
	c. Steering Committee: Chaired by a Director appointed by the President of the Board, and shall consist of the Executive Vice-President, the Secretary, and all Corporate Divisional Vice-Presidents.		* b. Licensing & Legal Committee: Chaired by the President of the Board, and shall consist of the Executive Vice-President, the Secretary, and the Chief Legal Officer. This committee shall be charged with the handling of all licensing and legal issues referred by the Board of Directors.
	d. Disciplinary Committee: Chaired by the Chief Legal Officer and shall consist of a rotation of even-numbered members in addition appointed by the Chair of the Committee. The duties of this Committee are to review and adjudicate all disciplinary matters involving members of the organization referred by the Board.
			* c. Steering Committee: Chaired by a Director appointed by the President of the Board, and shall consist of the Executive Vice-President, the Secretary, and all Corporate Divisional Vice-Presidents.

			* d. Disciplinary Committee: Chaired by the Chief Legal Officer and shall consist of a rotation of even-numbered members in addition appointed by the Chair of the Committee. The duties of this Committee are to review and adjudicate all disciplinary matters involving members of the organization referred by the Board.

	====ARTICLE IV OFFICERS OF THE BOARD OF DIRECTORS====		====ARTICLE IV OFFICERS OF THE BOARD OF DIRECTORS====

	1. Number of Officers: The officers of the organization shall be a President, one or more Vice-Presidents (as determined by the Board of Directors), a Treasurer, and a Secretary. Two or more offices may be held by the same person; however, the President may not serve concurrently as a Vice-President.		1. Number of Officers: The officers of the organization shall be a President, one or more Vice-Presidents (as determined by the Board of Directors), a Treasurer, and a Secretary. Two or more offices may be held by the same person; however, the President may not serve concurrently as a Vice-President.
	a. President: The President shall be the Chief Executive Officer and shall preside at all meetings of the Board of Directors as Chairperson.
	b. Executive Vice-President: The Executive Vice-President shall perform the duties of the President in the absence of the President and shall act as the Chief Operations Officer of the Corporation. The Executive Vice-President shall preside as Chairperson of the Executive Committee. The Executive Vice-President may designate subordinates within their office to assist in executing these duties.		* a. President: The President shall be the Chief Executive Officer and shall preside at all meetings of the Board of Directors as Chairperson.
	c. Vice-President(s): Any additional Vice-Presidents approved by the Board of Directors shall be assigned duties on an as-needed basis, be it temporary or permanent. Such duties shall be so declared through an Act or Resolution of the Board of Directors and codified in appropriate governing documents, if necessary. The Vice-Presidents may appoint subordinates within their office to assist in executing these duties.
	d. Secretary: The Secretary shall be responsible for all corporate records, giving notice of all meetings of the Board of Directors, keeping accurate information for all Directors, and shall have authority to certify records in their custody and maintenance as Official. The Secretary shall maintain the minutes of the Board of Directors’ meetings as well as all meetings of committees established. The Secretary shall work with the Counsel’s Office in ensuring corporate compliance. The Secretary may designate subordinates within their office to assist in executing these duties. The Secretary of the Board, due to its special nature, must be fulfilled by a voting director.		* b. Executive Vice-President: The Executive Vice-President shall perform the duties of the President in the absence of the President and shall act as the Chief Operations Officer of the Corporation. The Executive Vice-President shall preside as Chairperson of the Executive Committee. The Executive Vice-President may designate subordinates within their office to assist in executing these duties.
	e. Treasurer: The Treasurer shall be responsible for conducting the financial affairs of this organization as directed and authorized by the Board of Directors. Within their position in the Executive Committee, they shall act as Chief Financial Officer of the Corporation. The Treasurer shall make regular reports on corporate finances as required by law or requested by the Board of Directors. The Treasurer shall be responsible for presenting, in conjunction with the Executive Committee, an annual budget for consideration and approval of the Board of Directors at each annual meeting. The Treasurer may designate subordinates within their office to assist in executing these duties. The Treasurer of the Board, due to its special nature, may be seated as a non-voting director, if determined by the Board of Directors.
	f. Chief Legal Officer: The Chief Legal Officer shall act as the Lead Counsel for the organization, and therefore must be an attorney licensed within any State of Territory of the United States. The Chief Legal Officer is directly responsible for the Counsel’s Office, whose full duties shall be defined and designated in a supplemental governing document determined by the Board of Directors. The Chief Legal Officer, due to its specialized nature, may be seated as a non-voting director, if determined by the Board of Directors.		* c. Vice-President(s): Any additional Vice-Presidents approved by the Board of Directors shall be assigned duties on an as-needed basis, be it temporary or permanent. Such duties shall be so declared through an Act or Resolution of the Board of Directors and codified in appropriate governing documents, if necessary. The Vice-Presidents may appoint subordinates within their office to assist in executing these duties.
	g. Any Additional Officers: The Board of Directors may seek to establish additional offices of the Board as deemed necessary to the governance of this organization. Permanent additions to the officers require amendment of these bylaws to establish those offices and duties, set forth in Article VIII. Temporary officers may be appointed by the President of the Board in a special meeting, with confirmation as set forth in Article IV, Section 3(b); all temporary officers’ term expire after the next annual meeting.
			* d. Secretary: The Secretary shall be responsible for all corporate records, giving notice of all meetings of the Board of Directors, keeping accurate information for all Directors, and shall have authority to certify records in their custody and maintenance as Official. The Secretary shall maintain the minutes of the Board of Directors’ meetings as well as all meetings of committees established. The Secretary shall work with the Counsel’s Office in ensuring corporate compliance. The Secretary may designate subordinates within their office to assist in executing these duties. The Secretary of the Board, due to its special nature, must be fulfilled by a voting director.

			* e. Treasurer: The Treasurer shall be responsible for conducting the financial affairs of this organization as directed and authorized by the Board of Directors. Within their position in the Executive Committee, they shall act as Chief Financial Officer of the Corporation. The Treasurer shall make regular reports on corporate finances as required by law or requested by the Board of Directors. The Treasurer shall be responsible for presenting, in conjunction with the Executive Committee, an annual budget for consideration and approval of the Board of Directors at each annual meeting. The Treasurer may designate subordinates within their office to assist in executing these duties. The Treasurer of the Board, due to its special nature, may be seated as a non-voting director, if determined by the Board of Directors.

			* f. Chief Legal Officer: The Chief Legal Officer shall act as the Lead Counsel for the organization, and therefore must be an attorney licensed within any State of Territory of the United States. The Chief Legal Officer is directly responsible for the Counsel’s Office, whose full duties shall be defined and designated in a supplemental governing document determined by the Board of Directors. The Chief Legal Officer, due to its specialized nature, may be seated as a non-voting director, if determined by the Board of Directors.

			* g. Any Additional Officers: The Board of Directors may seek to establish additional offices of the Board as deemed necessary to the governance of this organization. Permanent additions to the officers require amendment of these bylaws to establish those offices and duties, set forth in Article VIII. Temporary officers may be appointed by the President of the Board in a special meeting, with confirmation as set forth in Article IV, Section 3(b); all temporary officers’ term expire after the next annual meeting.

	2. Qualifications: Unless otherwise noted above, all officers must be a director of the organization.		2. Qualifications: Unless otherwise noted above, all officers must be a director of the organization.

	3. Election and Term of Office: Following the annual meeting upon which all directors are seated, the subsequent regular meeting shall see the election of officers:		3. Election and Term of Office: Following the annual meeting upon which all directors are seated, the subsequent regular meeting shall see the election of officers:
	a. President: If the sitting President is in an acting or interim capacity, or the office is vacant for any reason, the Board of Directors shall nominate from its members a new President. Any nominated director with a winning plurality of votes shall be seated as President for the new term. Otherwise, the President of the previous term continues to serve in that office.
	b. All Other Officers: The President of the new term shall appoint all other officers, each required confirmation by the Board of Directors with a majority vote. Each officer shall serve a term of one year, expiring after the next annual meeting following confirmation.		* a. President: If the sitting President is in an acting or interim capacity, or the office is vacant for any reason, the Board of Directors shall nominate from its members a new President. Any nominated director with a winning plurality of votes shall be seated as President for the new term. Otherwise, the President of the previous term continues to serve in that office.

			* b. All Other Officers: The President of the new term shall appoint all other officers, each required confirmation by the Board of Directors with a majority vote. Each officer shall serve a term of one year, expiring after the next annual meeting following confirmation.

	4. Removal or Vacancy: The Board of Directors shall have the power to remove any officer of the organization, with or without cause, at a special meeting called for that express purpose. Approval of any motion to remove an officer must carry with a super-majority of seventy-five percent (75%) of the directors. Any officer vacancy that occurs whether by death, resignation, removal, or any other cause, shall be filled according to their office requirements, as follows:		4. Removal or Vacancy: The Board of Directors shall have the power to remove any officer of the organization, with or without cause, at a special meeting called for that express purpose. Approval of any motion to remove an officer must carry with a super-majority of seventy-five percent (75%) of the directors. Any officer vacancy that occurs whether by death, resignation, removal, or any other cause, shall be filled according to their office requirements, as follows:
	a. President: The Executive Vice-President shall assume the duties of this office in the event of a vacancy until the next annual meeting. If the Executive Vice-President refuses to accept these duties, the Secretary shall assume acting duties of this office until after the next annual meeting.
	b. Executive Vice-President, Vice-President(s), Secretary, or Treasurer: The previously designated senior subordinate shall assume acting duties of this office. If no such designation was declared by the former officer, the Board of Directors may nominate from their numbers a successor in acting capacity whose term shall expire after the next annual meeting.		* a. President: The Executive Vice-President shall assume the duties of this office in the event of a vacancy until the next annual meeting. If the Executive Vice-President refuses to accept these duties, the Secretary shall assume acting duties of this office until after the next annual meeting.

			* b. Executive Vice-President, Vice-President(s), Secretary, or Treasurer: The previously designated senior subordinate shall assume acting duties of this office. If no such designation was declared by the former officer, the Board of Directors may nominate from their numbers a successor in acting capacity whose term shall expire after the next annual meeting.

	====ARTICLE V CORPORATE OFFICERS====		====ARTICLE V CORPORATE OFFICERS====

WUnderhill: full text of AO

2023-07-11T20:15:57Z

full text of AO

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WUnderhill: Initial post with link to authoritative order

2023-07-11T16:43:51Z

Initial post with link to authoritative order

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==Order Text==
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== References ==
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==See Also==
==External Links==
* [https://forums.trmn.org/viewtopic.php?f=371&t=19085 Admiralty Order 2307-12 as published on the TRMN Forums.]

[[Category: Admiralty Orders | 2307-12]]
[[Category: 2023]]